Expertise

• Advised the founding shareholders of International Electro-Mechanical Services Co LLC (IEMSC) on the sale of their 100% interest to Kinden Corporation. The sale consideration was ultimately structured as an upfront cash payment together with an assignment of IEMSC's rights in respect of its book debts. The book debt recovery regime was bespoke and involved us negotiating complex arrangements between the seller, buyer and target company.
• Advised Kasamar on their acquisition of a majority interest in Petsville (a pet hotel). This included creating a BVI holding structure, drafting a shareholder agreement and negotiating updated corporate documents for sponsorship arrangements in the UAE as well as the SPA and effecting the share transfer in the UAE. The SPA included provisions for an earn out depending on EBITDA figures and the founder's continued participation in the business.
• Advised G4S/Eversheds on the UAE aspects of the sale of its global cash handling business to The Brinks Company for approximately GBP 727,000,000.
• Advising the founders of Seashell Nursery in their sale of their business to Babilou. This included the transfer of certain assets and had a deferred consideration mechanism. We also had to negotiate provisions to ensure our client would not be liable if the local shareholder caused issues in the future.
• Advised the sellers on their agreement to transfer the entire legal interest in the company for AED1 with the new buyer assuming full responsibility for the company's obligations including all debts. The agreement provided for a conditional earn out payment to the Sellers and anti-embarrassment provisions. We advised Kasamar on all aspects of the transaction. The transaction was completed during the height of the COVID 19 crisis with the logistical complexities that entailed.